Satin Covers
by NyanFox
Summary: It's Valentine's Day, and Flaky is without a Valentine.. Again. All she wants is someone to spend time with, but when Flippy comes peeping through her window, they both get a little more than they expected. FlippyxFlaky one shot. Rated for mature content. I DO NOT OWN THESE CHARACTERS.


It was no use. The tears just wouldn't sink in like Flaky had hoped. DAMN THIS SATIN, she thought to herself, desperately trying to rub her remnants of sadness into her sheets. Her pillow had taken enough tears over the years.

Especially every Valentines Day for the past four of those.

The tears served as a reminder of how lonely the little porcupine was destined to be. This year, just like every other, Flaky was all alone. She had no one to give her sweet kisses. She had no one to hold hands with. She didn't have a Valentine. And oh how she desperately wanted one - a boy of her vey own, just like the other girls had! But almost all of the guys in Happy Tree were taken or not interested.

That word rang back through her head. ALMOST. Sighing, Flaky rolled onto her back, rubbing the tears from her eyes.

Every woman her age had experienced a crush before, but being anti-social, Flaky never had a crush. If she did, she didn't understand what it was. She tried to form some, but they didn't seem to fit into her life correctly. The little porcupine just didn't know how to feel, especially when she finally DID find her first crush.

But she was so scared of him.

True, he was her best friend, but she still felt so uneasy around him, especially after he returned from the W.A.R. Before he was deployed, he was sweet, kind, and brotherly to all. When he returned, he still had those traits.. But something seemed different. The porcupine came to find out that he'd developed PTSD... How devastated she was!

But that still didn't change how her inner girl felt about this boy. Normally, his personality remained when he was spending time with Flaky, and this alone was enough to attract the young female. His physique was unlike that of the other Tree Friends. He was so strong and brave.. His voice made Flaky's spine shudder with a feeling even she couldn't pinpoint. The porcupine could only imagine what lie beneath all of that clothing..

She imagined he must have had very soft fur. His caring eyes would look down at her and immediately turn to love.. Lust... As her hands trailed lower, she would feel.. MMM.. I COULD JUST TOUCH HIM.. HIS SOFT FUR.. HIS STRONG MUSCLES.. HIS EVERYTHING.. But Flaky didn't know what to do.

And she really didn't know what to do when she felt the area in between her legs heat up.

The porcupine let out a small yelp when she discovered this feeling. Sexual pleasure hadn't been something she was familiar with, but she definitely knew what to do on those situations. But she had only read articles from Cosmopolitan on how to actually pleasure herself. Flaky had never laid an intending hand on her sacred flower. But she had to do something.

NO.. IT'S JUST EMBARRASSING.. EVEN THOUGH NO ONE IS HERE.

The porcupine decided to try and distract herself. Shuffling under her covers, she grabbed a book from her bedside table and looked at the title. ROMEO AND JULIET.. OH HOW FITTING, she thought with an irritated sigh. But anything was better than giving in to her own sexual urges. So she opened the book and began to read.

As she read on, she felt her clit start to throb and ache. It was so strong it was unbearable. Deciding to stop reading, she dropped the book onto the floor and lay flat on her back. When she did that, the urges only became stronger.

The porcupine bit her lip, trying to keep the thoughts away.. But the more she tried the more thoughts leaked through her mental barrier.. Visions of the soldier flashed through her mind. She could see him looming over her, trembling with ecstasy.. She could see him.. Indecent..

Flaky hadn't noticed that she had closed her eyes until she felt her hand reach her panty line. "No!" She yelled at herself, jerking her hand away. "I can't think about Flippy like that!"

That was his name.. The name that made the other Tree Friends cringe in fear when they heard it. True, the Flippy everyone loved was sweet and kind and friendly, but the side that made them tremble for their lives was a cold-blooded killer, as well as a cannibal. How the bear had never noticed his growing problem was beyond anyone's knowledge..

But Flaky was his best friend through it all. In fact, she was nearly his ONLY friend. And he had never killed her.. Everyone else went through the odd cycle of regeneration, but not Flaky. And this sweetness and whole-hearted nature was what finally pushed her lips to part in a defeated sigh. "Just.. This once.." She allowed her fingers to gently rub down her belly and to her pantyline.

The porcupine took another breathe before they were allowed to touch her clit...

The mist from his breathe on the cold winter night's air mixed in with the smoke from his cigarette. Flippy shivered a little as he took in another puff and zipped up his jacket.. GOOD THING I REMEMBERED MY PANTS AND SCARF TODAY. IT'S COLDER THAN A WITCH'S TEAT TONIGHT.. The bear thought for sure that his cigarette would offer some sort of warmth, but it failed to do much against winter's fury.

Besides, he needed some sort of warmth on Valentine's Day. This year, like every year, he was alone, with no one to call his own. He knew that everyone was scared of him anyway, though he didn't know why. MAYBE IT'S FLIQPY? BUT HE'S ONLY IN MY HEAD.. He took another puff, then looked at the cigarette. IS IT MY SMOKING? BUT THIS HAS KEPT THE DEMONS AT BAY FOR ME.. At this, he heard a small, mocking chuckle from the back of his mind. The bear ignored it and threw the cigarette in the snow, where it fizzled and burned out.

Hands shoved in his pockets, Flippy stopped in front of a light reflection from a nearby window. WHY IS THIS ON? he wondered. IT'S PAST CURFEW. THEN AGAIN, I'M OUTSIDE.. He followed the trail of light up to a window, and recognized he place as Flaky's house. Curiosity itching as his insane mind, he slipped up to the door and gave it a sharp rap with his knuckles.

No answer.

"Flaky," he called. "Are you there? Why are the-?"

That was when he heard a small sound coming from the first-story window. His ears twitched at such a sound, which bore resemblance to a small sigh. MAYBE FLAKY'S SLEEPING? BUT THEN, WHY ARE HER LIGHTS ON? Thinking he would be able to get her attention, the green bear trudged through the snow over to the window.

Flippy pressed against the window to get a look inside. But when he saw what was occurring, the bear's eyes widened. There, laying on the bed, was Flaky, but this time she wasn't reading or sleeping.. Flippy followed one of her hands down to her legs, and saw that the little porcupine had two fingers slowly moving themselves inside her womanhood. She had a look of complete relaxation on her face, showing that she was enjoying her alone time. The worst part was that Flippy not only saw this happening, but he had a clear view of her lower opening. Heart pounding and face ablaze with embarrassment, Flippy ducked down under the windowsill, putting his arms over his head to calm his breathing.

SHIT, he mouthed silently, leaning his head back against the siding. SHE WAS.. THINKING OF SOMEONE.. BUT WHO COULD SHE BE THINKING OF? As soon as his heart stopped pounding, he dropped his hands to his sides and blushed madly, thinking of what to do next. His brain was telling him to high-tail the hell out of there before he was spotted. But strangely, the rest of his body wouldn't let him. Instead, it seemed to slowly guide itself back up to the windowpane, and Flippy found his eyes eagerly looking over Flaky's quivering body..

More than anything, the bear wanted to know who she was thinking about. But after a few seconds of watching her fingers plunging deep into her flower, he almost completely forgot about that goal. A blush snuck over his face and became redder each time she let out a moan. Sweet liquids flowed from her entrance, increasing her pleasure. Strangely enough, Flippy found himself imagining his own fantasy. He thought of himself, above her in a warm embrace, immersing his erection deep into her virgin clit... Feeling that warm, tight entrance.. Not only taking her virginity, but losing his own. Soon, though, Flippy was reminded of his goal, and began listening again.

"Flippy.."

The bear looked around, swearing he could hear someone calling him. He thought for a second that he had been spotted peeping in on his best friend. But he quickly realized that this sound was not from a bystander. Flippy looked through the window and watched as Flaky let three small words slip through her lips.

"Take me, Flippy~.."

TAKE ME FLIPPY.. Those words were enough to make his heart start pounding again. ME? SHE WANTS ME? He pressed closer to the window, wanting to watch now.. A million thoughts flew through his head at once.. But he let all of them go while watching the porcupine girl release her pleasurable moans just to him. The bear winced a little as he felt a tent form in his snow pants, but responded simply by sinking a hand into them and gently stroking his member. AH, WELL, he thought. IT'S WINTER. LET IT SNOW. With that thought, he looked around and slightly pulled the elastic down below his testicles, giving the little guy more room to stretch.

Now moans were coming from both sides of the window: Flaky in her bed, fingers dipping into a wet and dirty fantasy, and Flippy, giving his cadet some warmth as he stood on his knees in the snow. Both had fantasies set on each other, and neither of them wanted to stop.

Unfortunately, this bliss didn't last long.

Flippy was nearing a point where he had to make some sort of noise... The pleasure built so much that he felt as though he had to remind himself if her.. "Flaky.." he whispered.

However soft this whisper was didn't matter. It was enough to attract the attention of said spiky porcupine. She peeked through her legs at the window and saw his eyes peering at her. A blush formed on her face as she screamed in alarm and shuffled under the covers. "PEEPING TOM!"

Flippy blushed and shouted in alarm as well as he fell backwards into the snow, pulling his pants back over his now flaccid member. SHIT.. I AM A PEEPING TOM! He tried to get back up, but his feet failed to grip on the ground below as he fell again, this time face down.

By this time, shy little Flaky had reached the window, peeking down at him and blushing. The exact same person who she was fantasizing about just seconds ago was now turning over in the snow, shivering and blushing up at her, too embarrassed for words. Her eyes narrowed. "What are you doing here?!"

"I-I was just trying to find you so I could tell you that your lights were on!" He shuffled his feet a little and blushed as his eyes widened in fear.

"Why were you at my window?!"

"I heard a noise! I was only checking to see if you were okay!"

The porcupine crossed her arms. "I wasn't that loud.. Still.. It is nice to know that you care..." She allowed a small smile to appear on her lips. And albeit a shy and unsure one , it was enough to crack a response smile on Flippy's lips. "Would you like to come in? It's.. It's kinda cold. I don't want you to freeze to death."

Flippy almost asked for a punishment out of sheer surprise. "Y-you're not mad at me? Even though I saw-?"

"No!" Flaky interrupted him quickly. "... No.. I'm not mad.." She held out her paw. "Besides, I don't want you to get caught by the neighborhood watch.."

Blushing a little, Flippy took her paw in his. It fit almost perfectly there, like those hands were made for each other. She helped him climb through the window and dusted the snow off of his jacket. The bear took a few seconds to let himself warm up before looking at Flaky and nodding a thank-you.

The porcupine closed the window and shut the blinds. "S-so.." She blushed and faced him. "How long were you standing there?"

Blushing, Flippy replied, "I dunno.. Quite a bit.."

Flaky blushed even harder. "Did you hear anything?"

At this, the green bear's ears folded a little. SHOULD I TELL HER THAT I HEARD MY NAME SAID? It took him a few seconds to make a decision.. "Not much.. A few things.."

"O-oh.." The porcupine sat down on the bed, blushing so red that even her fur could not conceal it.

Flippy sighed.. He wanted to change the subject as quickly as he possibly could. He didn't want her to ask any more revealing questions. "So.. How was your Valentine's Day?"

"Horrible," she replied after a few seconds of silence. "I was alone again.. It seems like no boy really likes me.. Except you.. But you only like me as a friend.."

ONLY AS A FRIEND.. FLAKY IF ONLY YOU KNEW.. "But friendly affection burrows deep as well.. Surely you must be happy that you have me as your friend?"

"I am.. But I'd still like a Valentine.."

"... I don't know why anyone would reject such a pretty face.." Flippy's eyes widened at his own comment. DID I REALLY JUST SAY THAT? His green fur tinted a little red as he scooted over next to her.

The porcupine was in denial.. "I'm not pretty.. I'm not like Giggles or Petunia.. I don't look like a girl.."

"So? You're still amazing in your own way, Flaky.." He blinked and looked down, seeing her hand beside him.. I HAVE ONE CHANCE, he thought, gently taking it in his own paw. A caring smile graced his face. "Besides.. Friendly love doesn't always have to stay that way.."

It was as if someone splattered Flaky's face with dark red paint. She couldn't believe what she was hearing. IS HE ACTUALLY..? "Flippy..?" She said his name in an unsure voice.. Seeing that smile on his face made her re-imagine her fantasy, making her clit throb again.

"Flaky.." Flippy whispered back, pulling a paw up to her face and caressing her warm cheek. "You are so beautiful.. And.. I want to ask... Can.. Can I be your Valentine?"

Flaky blinked in surprise. I KNEW IT.. "Y-yes, Flippy.. But wouldn't it only be as friends?"

He scooted so close that they were almost touching noses. "No.. I don't want us to be friends.. I want us to be more than that.."

MORE THAN THAT? Flaky thought. DOES HE MEAN HE WANTS TO-?

Suddenly, she felt a wave of warmth rush over her body as his lips touched hers. It was a small kiss, but enough to make Flaky blush even redder. As he withdrew, Flippy saw the surprised look on her face. "I love you, Flaky," he clarified. "... I WANT to love you.."

Love. That was a word she had been longing to hear for a long time. It was something she had never gotten from a boy. And now, here it was.. Right in front of her. She smiled a little. "I love you too, Flippy.."

They stared at each other for a few moments. In the dim light of Flaky's lamp, they both looked like something out of the other's fantasy.. It was just enough to ensure that their relationship would turn into something a bit more serious. Flippy knew it was rude to get romantic with a girl on the first date, but right now he couldn't stand himself. The bear leaned in quickly and snatched Flaky up in another, much longer kiss. This time, they slowly descended upon the bed, Flippy on top of Flaky. He trapped her in his strong arms as he slipped his tongue in between her perfectly-fitted lips. She was baffled for a second, but replied with a moan as she twirled her own tongue around his. A small moan escaped them both as they lay there, slowly feeling their sex drives returning.

Flippy broke off to take a breath, his arms folding off his jacket to reveal his body. "Flaky," he whispered into her lips. "I want you.. I want you tonight.." The bear quickly threw it aside.. "Let me make your fantasy come true.." As he removed his dog tags and beret, he felt the tent arise again in his pants.

Flaky pulled him back in and hungrily bit his lip, answering his question without any words at all. Her clit was throbbing so hard it was aching, and there was only one thing she wanted to fill it with.. Her tongue teased his as she rubbed his body with her hands.

Flippy's fur was soft and warm all the way down. His body trembled at her touch, as if he would fall down on top of her. Everything about him was better than Flaky expected.. The porcupine pulled the covers over them. She didn't want to let him go. As far as she was concerned, she was his tonight. And he was hers.

Flippy felt the soft satin covers brush over his fur as he withdrew, knowing that now there was no going back. He started placing soft, sensual kisses in a line down her body. He enjoyed hearing her soft cries of pleasure as he trailed lower.. Soon he reached her most sacred spot: such a beautiful sight it was, too. Sweet, pre-orgasmic fluids dripped in tiny amounts from her clit. The bear grinned devilishly and let out a chuckle as he buried his face deep into her sacred flower, tasting the juices. He felt the porcupine arch in arousal and pleasure. A small whine escaped her as he slipped his tongue between her clit lips. Oh, what an amazing scent she had! What an amazing flavor she was! Flippy murred into her vagina, making it vibrate a little. Flaky slipped her finger down to massage her little nub, but found it greeted by hungry teeth. The bear nibbled a little on the nub and slipped two of his fingers into the area he was just occupying.

Flaky gave a shout. "A-ah! That hurts a little.. But it feels so good.."

Smiling at his accomplishment, Flippy gave her wet opening a gentle kiss before crawling back up to meet his love. An aroused grin appeared on his face. "You taste so sweet," he replied, putting his fingers to her mouth. "Taste.."

The porcupine did as she was told and opened her mouth, feeling as Flippy moved his wet fingers inside it. The taste was a little odd.. But Flaky liked it, oddly enough. SO THAT'S WHAT I TASTE LIKE..

Flippy withdrew his paw and pet her head. "Good girl.." He chuckled a little.. "But enough children's games. Let's get a little intimate, huh?" He licked her bottom lip as she licked his top one, pulling each other into a quite messy French kiss.

Flaky didn't know what she could do. They were both virgins.. And she was below him, trapped in his arms. She knew that this was probably going to hurt, especially since she was small compared to him. But she didn't care. The porcupine moaned, ready for his much bigger body to fill her, and wrapped her legs around his back.

The green bear decided to tease her a little more. She felt him place the head of his hard, throbbing erection against her opening and gently rub it along its length. Wet, hot juices tickled him a little as he kept it up. He savored Flaky's small moans as if they were her only ones. He wanted to do this right. GOOD FOREPLAY, he thought, GOOD ORGASM AT THE END.

He stopped rubbing her clit when the head reached her opening again. He leaned down to Flaky and embraced her in a kiss. Now, there really WAS no going back. With a small grunt, Flippy pushed his member in between the lips of her sacred flower.

Flaky, being the shy and jumpy person she was, started to kick and arch violently in impulse. The bear held her close as he slowly pushed more of himself into her. "Shh-shh-shh-shh... It's okay, Flaky.. Just relax. I'm not going to hurt you.."

As soon as he was pushed in far enough, the porcupine gave a small, helpless moan. She tightened her vaginal muscles, feeling the shape and size of his member as her legs relaxed onto his back again. He was so big inside of her small, tight body. "A-ah.." Flaky shivered, feeling as he moved out a little.

Flippy realized just how tight she was and began to grit his teeth. "Ah.. You're a tight one.. But-" he grunted a little "-I guess that's what's so great about virgin pussy.." He pushed in again, making his first movement.

Flaky let out a small yelp as she felt him go back in, forcing her inner womanhood walls to spread. "This.. H-hurts, Flippy.. But I like it.." She spread her legs a bit.

SHE LIKES IT.. He smiled triumphantly and started moving at a slow pace. AT LEAST IM NOT ALONE HERE WHEN SHE SAYS SHE'S FEELING PAIN.. SHE'S SO TIGHT I CAN BARELY MOVE.. The little bear felt his member being squeezed by her tight clitoris so hard that he felt as if he had it under a cement block. Except this actually felt worth the pain. Heated tensions rose as Flippy let out a groan and licked Flaky's neck.

Moaning along with him, Flaky begged him. "H-harder.. Please, Flippy."

The bear smirked and replied, "Alright, my love.." He forced his thrusts a little harder, feeling as Flaky's insides became wetter and easier to move in. AHH.. THIS FEELS AMAZING, Flippy thought to himself. He never thought that having sex for the first time would be this good. He sped up a little in his efforts to please the aroused porcupine below him.

She opened her mouth wide and let out a loud moan. Flippy saw this as an opportune moment to increase her arousal and slipped in his tongue, feeling as her moan vibrated his mouth. Flaky kissed him back. OH, HE'S SO AMAZING AT THIS.. The porcupine dug her fingers into his back and arched her own in pleasure.

Seconds turned to minutes. Minutes turned to hours. Each of these were filled with pleasure and erotic love. Flippy's movements got faster and deeper. Flaky's moans got louder and more intimate. "Ahh.. Flippy~.. I love you~.. "

Flippy grunted loudly and panted out, "I.. L-love you too~."

The pleasure became so much that it was excruciatingly painful for both of them to hold in their climax. Flippy was letting out loud grunts and groans every thrust, and Flaky was almost yelling now. "F-Flippy.. Fill me~.. Please~. A-aah!"

I INTEND TO.. "A pussy like yours.. Ahh.. D-deserves to be filled.." A few more thrusts was all it took. And then, Flaky arched and screamed, letting all of her nervous tensions flow out of her.. All she heard was the sound of him growing lustily into her shoulder. All she felt was him release inside her. She was in complete bliss now.. Flaky looked at him and smiled, kissing his cheek as he lay there, his hot breath warming her neck with each of his tired pants.. They both lay there for a minute, sweating and panting from exhaustion, before Flippy rolled off of her and relaxed beside her. A sly arm snuck around the porcupine and brought her closer to the bear. Looking up at him, Flaky smiled. "W-was I good Flippy?"

"Absolutely amazing, Flaky.." He smiled back, still panting.. Kissing her cheek back, he thought to himself, WOW.. I JUST HAD SEX WITH FLAKY.. AND IT WAS.. AWESOME! He felt his eyes drooping as he looked over at Flaky. After hearing of her accomplishment, the porcupine allowed herself to fall asleep, cuddled next to him with her head on his shoulder. SHE'S SO CUTE WHEN SHE SLEEPS.. I SHOULD PROBABLY DO THE SAME.. He yawned and let out only a few words before closing his eyes and allowing sleep to envelope him..

"Happy Valentine's Day, Flaky.."


End file.
